Contest of Champions
by ABOOK5117
Summary: Fresh from saving the Earth from Galactus, The Avengers, as well as reserve member Spider-man, now find themselves fighting for survival in a fighting tournament, against a mysterious group of superheroes calling themselves the Thunderbolts...who might not be who they seem to be. R&R please.
1. Chapter 1

_DISCLAIMER: CHARACTERS FROM BOTH THE SPECTACULAR SPIDER-MAN, DEVELOPED BY GREG WEISMAN AND VICTOR COOK, AND AVENGERS: EARTH'S MIGHTIEST HEROES, DEVELOPED BY CIRO NEELI, JOSHUA FINE AND CHRISTOPHER YOST, ARE BOTH PROPERTY OF MARVEL COMICS ENTERTAINMENT. IT SHOULD BE NOTED THAT THE PURPOSE OF THIS STORY IS FOR ENTERTAINMENT PURPOSES ONLY AND NO PROFIT IS BEING MADE FROM IT WHAT SO EVER. IN OTHER WORDS…PLEASE DON'T SUE! ANYWAY, ENJOY THE STORY. _

**INTRO**

"_**Man, you ever have those days where everything seems to happen all at once?"**_

High above the busy streets of daytime New York, the red and blue colored super-hero known by many as the Friendly Neighborhood Spider-man, soars over the streets, littered with streamers and confetti, by shooting his trademark web-lines and using them to swing from building to building, each with blankets and signs with the words 'Thank You Avengers' painted on them, showing signs of a grand celebrations and tribute to Earth's Mightiest Heroes, the Avengers.

"_**Well, for a web-spinning superhero like me, it happens, well the time. But in my case, it can be bad, then good…but back to bad. What do I mean by all this? Well, I'll fill you in…" **_

As the young web-head swings through the city, he starts thinking back to the cause of the city being littered from a day of city wide partying. Namely that of the global disaster that occurred just one week ago…

…_One in the form of Galactus and his heralds invading the Earth. And in front of the energy sucking machine set up in New York, Spider-man himself is on the shoulders of Terrax, a muscular, grey skinned being and one of Galactus' heralds. _

"_**First comes the bad part. By that, I mean that Earth was under attack by a giant space god named Galactus who wanted to consume the planet's energy, and sent his heralds to make sure that nobody got in his way." **_

"_Hey there." said Spidey in his usual light-hearted joking tone. "You got a little something one your face." The Web-slinger then uses his right hand to shoot webbing into Terrax's eyes, causing him to blindly spin around and tries to swat Spidey off him. Luckily, the Web-Head manages to back flip off of bulky being, but not before delivering one last quip. "Although, frankly, it's an improvement." _

"_**And sure, as cool and confident as I looked in webbing up that Rocky-boy's face here, inside, I was silently freaking out. I mean, who wouldn't be?! It was the end of the world?! But luckily, there were two things that were keeping from running away and screaming like a five year old girl. Which brings me to the good part…" **_

_Spidey then watches Terrax pull the webbing off of his face and beginning to turn around, thus prompting the Web-Head to yell this. "He's all yours, Cap!" _

_Just as Terrax turns around, he receives yet another surprise in the form of a circular red, white and blue shield flies from out of nowhere and hits the grey skinned herald's abdomen. The shield then bounces off the winded Terrax and back into the right hand of Captain America, who by now is joined by Spidey himself, as well as the two heroes named Iron Fist and Quake. _

"_Your master's not welcome here, Terrax!" said the determined Cap. "And neither are you!" _

"_**I didn't have to deal with Galactus and his baddies alone. Because I was fighting them alongside with practically every superhero on the planet! Heroes like the Fantastic Four, the Heroes for Hire, but more importantly …Captain America and Earth's Mightiest Heroes…the Avengers! A beyond cool team superheroes to which I happen to be a reserve member of! I mean, talk about being a web-shooting kid in a superhero candy store! And while Cap, me and the rest of the other heroes gathered did our best to take care of things on the ground…" **_

_Up in the air, the two heroes Iron Man and Thor are both firing their respected blasts at Galactus himself, who appears to be coming through a portal from the realm called the Negative Zone. Finally, through the blast being fired from Iron Man's chest cannon called the Uni-Beam and lightening coming from Thor's hammer, Mjolnir, both heroes succeed in blasting Galactus through the portal, which finally closes. _

"_**It was both Iron Man and Thor who managed to send Galactus on a one-way trip to the Negative Zone, where he could dine on all the anti-matter energy that he wants."**_

_Back down in the streets, both Cap and Spidey look up in both pride and relief that Iron Man and Thor sent Galactus out of their universe and thus save the planet. As such, many of the civilians begin to come out of hiding as the chaos finally stopped. _

"_**So yeah, aside from being happy from, well, not dying, it was a cool feeling to stand side by side with Cap. And it would've been just as cool to be with him and the rest of the Avengers in being admired by the grateful crowd, maybe even have a few reporters and finally show Jamison and the rest of the city that *I'm* one of the good guys. But, I was soon reminded that I had other responsibilities…." **_

"_Mommy!" cried the voice of a little girl as she runs over and hugs her mother, a scene that gains the attention of Spider-man himself. _

"_**Yeah, you caught me. Whenever I see things like that, I turn into a big softie. It always heart-warming to see two family members safely reunited after surviving danger, most notably in this case, the end of the world. But at the same time, it also breaks my heart a little bit, because it reminds me of the parents that died when I was just a year old. Fortunately, both my Uncle Ben and Aunt May took the job of bringing me up, but it took my Uncle getting murdered from a robber that I could've stopped that made me realize that with great power comes great responsibility. So now, it just leaves me with Aunt May, the sweetest woman I know who is now the only family I have left. And at this point, I was also reminded that she was at home probably worried sick about me…and still suffering from a weak heart! All in which told me to hustle back home and fast!" **_

_With the welfare of his aunt now on his mind, Spidey quickly turns to Cap in great haste. "Cap, listen, I have to go!" _

"_Go?" asked Cap as he looks at the Web-Head with a confused look. _

_The worried Spidey gives the Star Spangled Avenger an anxious nod before answering. "Yeah, you see I have a…'friend' who I told to hide in the basement when this whole mess started, and I need to check on her. So…!" _

_Cap cuts Spidey by putting a hand on his shoulder to calm him down. "That's fine Spider-man. Go on ahead to you friend. And thanks for your help." _

_With a big smile underneath his mask, Spidey gives Cap a thankful nod, then turns, jumps up, shoots a web-line out of his right hand and swings off to his aunt. _

"_**So yeah, as far as meeting the grateful public goes, they would have to wait. There's only one person I wanted to see…" **_

_Meanwhile, in Forrest Hills, the Web-Head, who has since changed out of his red and blue costume and into the average street clothes of the brown haired, hazel eyed, seventeen year old teenager named Peter, and now runs over and opens the front door to the Parker household. _

_Upon entering the house, Peter runs over to the basement door, opens it and looks down the basement stairway. "Aunt May!" he yelled as he walked down the stairs, hoping she went down there and was all right. _

"_Peter…?" said the worried voice of an older woman, who then steps in to reveal that of Peter's Aunt May, who is a grey haired woman in her late forties. Upon seeing Peter, she smiles in relief then runs towards him and hugs him close. "Oh, thank goodness!" _

_Peter quickly returns the embrace, happy to see that his aunt was all right. "Likewise." He then gently pulls away from May to face her, but with a worried expression. "Are you okay? Are you short of breath or…?" _

_May shakes her head in a somewhat irritated response, knowing that he was referring to her heart attack, and knew that he couldn't stop worrying about her because of it. "Yes, Peter, I'm fine." she replied while maintaining a more stern expression. "But I almost had a stroke when I called the Bugle once this whole mess ended and they said that they couldn't find you!" _

"_Oh, sorry, it's just that after the Avengers beat Galactus, I just headed home." Peter replied half truthfully, but knows he has to follow up with a lie that is more believable for the sake of maintaining his secret identity, a task which he hates when the ones confronting him are his loved ones. "I…guess I left so fast, my co-workers didn't even notice I was gone." _

_After hearing this, May lets out a sigh before hugging Peter again. "Well, I'm just glad you're all right." She tells her nephew during tight embrace, then pulls away to face him once more. "But now that things have settled down, be sure to give your boss a call. I'm sure he's just as worried about you as I was." _

_At first, Peter seemed uncertain on how to reply in regards to his boss, J. Jonah Jamison, being worried about him. But nonetheless, answered his aunt with a small smile. "Yeah, I'm…sure he is. But I'll give him a call."_

"_Good." May replied then gave Peter a small smile. "And while you're doing that, ho about I cook us something to help us celebrate the world not ending. And now would be a perfect time to use a new recipe that I've been itching to try for a long time."_

_With a gentle smile on his face, Peter answers his aunt with a relaxed and happy tone. "I wouldn't have it any other way, Aunt May." _

_May gives Peter small peck on the cheek then turns and walks into the kitchen to prepare the prepare the meal. _

_As for Peter, he walks over to the phone to call his boss, Mr. Jamsion, though not looking forward to hear his usual ranting…._

…Back in the present, Spidey swings over and lands on top of a stone gargoyle on the edge of a nearby rooftop, a place where the Web-Head usually stopped to think. As it just so happens, it's located next to Time Square, where the large TV's are showing reports of the Avengers and how their phrased for saving the world from Galactus.

"_**As expected, Jamison chewed my ear off for over thirty minutes. Mostly about how me leaving makes him look like a 'irresponsible boss' rather than actually be concerned for my safety. But, believe it or not, that didn't bother me as much…"**_

As Spidey rested and watched the reports from a distance, he gets a small but unpleasant surprise when a piece of newspaper flies into his face. He then pulls it off and sees that the banner headline reads "Avengers stop both Galactus and Spider-man from destroying New York." Something that made the Web-Slinger scoffs in disgust. "Oh, you're welcome, Jonah." He said as he crumbled the paper and throws it away.

"_**Yeah, even in saving the planet, J.J. still thanked you're friendly neighborhood Spider-man by giving him the usual 'heroic treatment' in the Bugle's front page. But guess what, even THAT didn't bother me as much. And why should it? After all, even before Galactus nearly having the Earth for lunch, I became a reserve member the Avengers. Meaning I now had friends in high places! So I should be feeling like I'm on top of the world, right?"**_

Suddenly, the Wall-Crawler notices something through the corner of his left eye and as he turns, he spots a billboard that shows the picture of a beautiful blonde haired supermodel. It was an image that made him let out a sad, heart-broken sigh as he hangs his head in shame.

"_**Well, that brings me to the OTHER bad part of being yours truly, as well as what's really been bothering me for a full year…" **_

_Outside the Stacy home, Peter Parker is seen knocking on the door, and the one who answers it is that of a beautiful, blonde haired girl around his age, who gives him a small, somewhat relieved smile. "Thanks for coming, Pete." _

"_**The cute blonde there is Gwen Stacy, a longtime best friend and daughter of New York Police Captain, George Stacy, the only cop who sees Spidey as a hero! But these days…that's not the only reason I like her. But we'll get to that later. That night, she called me to come over to her house because she said she needed my help. And so, being the faithful and 'sometimes' attentive friend that I am, I rushed over." **_

"_Hey, no problem." Peter replied, still taken aback by her beauty but nonetheless comes in. "But Gwen, are you…" As Peter walks in, he's taken by surprise when he notices a troubled, red haired, freckled face teenaged boy sitting on the couch in the living room, hanging his head as if he were ashamed to be in Gwen's house. "Harry!" After feeling Gwen's hand touch his shoulder, a wide eyed Peter turns to the girl who gives him a silent look as if to say 'just come in, but don't startle Harry'. After giving Gwen a small smile, he follows her into the living room to talk to the sulking young man on the couch. _

"_**The guy on the couch who doesn't look to be in high spirits is Harry Osborn, my other best friend and…Gwen's boyfriend… who up until this point had been missing for a few days, and sadly at that time, I thought I knew why. But even with that, Harry was still my friend and I wanted to do everything in my power to help. And so, for Harry's sake, I played along." **_

_After entering the living room, Peter sits down on a chair right across from Harry, while Gwen sits right next to the distressed red headed young man. _

"_**Now normally, I would've loved being in the same room with the two of them, because all the way from middle school we were inseparable. In fact, they practically became part of my family, especially after losing my Uncle Ben. But sadly, that all changed when a certain green liquid, as well as a psychotic goblin came into the picture…as well as a few other things. But I digress, I'll let Harry tell you…" **_

_In an effort to help Harry open up, Gwen puts a comforting hand on his shoulder. "Harry, tell Pete what you told me." _

_Harry lets out an uneasy sigh as he begins his story. "I…I guess the whole school knows that I juiced to improve my game. What most don't know is that it was an experimental Oscorp performance enhancer called…'Globulen Greene.' Or that I started blacking out because of it. Or…during my black outs…I became the Green Goblin." _

"_**Yeah, for those who don't know, that psychotic goblin I was talking about was called the Green Goblin. And at first, I thought it was Harry's dad, Norman Osborn. But that all changed…" **_

_The Web-Head flashes back to days prior to this night, where he was in the Osborn estate to see both Norman Osborn walking into the room and the Green Goblin lying on the couch. And most disturbing of all, seeing the Goblin remove his mask to reveal a heavily deranged Harry. _

"_**When I not only saw Norman and Goblin in the same room at the same time, but with Harry in the costume and apparently hyped up on the 'Green'. For the longest time, I believed that. After all, that Green stuff was experimental, and that Harry was obviously doing what he was doing because of its influence. But as I listened more to what Harry was saying at Gwen's House, I found out that it was allot more complicated than that." **_

"_Um-hmm, um-hmm…" said Peter, listening intently, but soon realizes that 'Peter Parker' might be a little 'too invested' in his friends story, and thus changes his demeanor to that of surprise and disbelief. "I-I mean, no way! Come on, you?! The Green Goblin?!" _

_Gwen soon turns to the apparently surprised Peter and gives him a serious but also worried look. "He's not kidding, Peter. " _

"_I don't remember any of it." Harry continued. "But my dad and Spider-man figured out my green fueled subconscious was taking over, making me…do things. Or at least that's what we all thought was happening." _

_Upon hearing this, Peter couldn't help but look slightly confused. "Thought? Past tense?" _

_Before replying, Harry puts his hand on his forehead, as if he himself was struggling to try and make sense of what happens next. "See, this is where it gets confusing. The reason that I've been missing the last few days…was because the Goblin, or someone dressed like him, kidnapped me." _

_Peter instantly stands up in total shock. "Whoa, whoa, there's a second Gobby-uh, Goblin?!" After taking a moment to calm himself down, Peter later asks his friend for the sake of making sure that this is not the case. "Are you sure this even happened? You didn't just black out and imagined this?!" _

_Feeling somewhat offended that even Peter would doubt him, Harry stands up to address him face to face. "No, I'm off the juice, I swear!" At one moment, Harry returns to his timid demeanor as he says this next. "I've…been tempted. "Before he can continue, he feels anger build up inside him, almost as if he could see the Green Goblin's grinning face in his mind. "But I destroyed my stash to make that I wouldn't….COULDN'T succumb!" _

_Gwen soon stands up to provide her Harry comfort. "I believe you, but you need to tell all this to your parents." _

_Both Peter and Harry seemed unsure of this suggestion, thus making them say this in unison. "I don't know." _

_Gwen, along with Harry, looks at Peter with a surprised look after hearing his comment then turns her attention back to her boyfriend. "Harry, your dad helped you when he thought you were the Goblin, I mean of course he'd help you now." _

_As Gwen reassures the uncertain Harry, Peter looks on at his troubled friend with both a concerned and suspicious look. _

"_**I wanted to believe that. But after hearing what Harry said that night, I was starting to think that maybe my first instinct was right, and that Norman really WAS the Goblin. And if that was true, I felt it would've been best to have Spider-man keep an eye on BOTH of them…just to be sure." **_

_Though he looked hesitant at first, Harry gives a Gwen a slow nod. "A-All right, I'll talk to them. " Now knowing what he must do, he turns and walks over to the front door to exit the Stacy home. As he opens the door, he turns and looks at both Peter and Gwen with a soft yet grateful expression. "Thanks, both of you. I couldn't ask for two better friends." With those parting words, Harry walks out of the house and closes the door. _

_After Harry leaves, both Peter and Gwen are left alone, and an awkward silence falls between them. _

"_I should…go too." said a shy Peter, not knowing what else to the beautiful girl who at once was someone he could always talk to. _

"_Yeah…" replied an equally shy Gwen, though she silently wished he could stay. _

"_**I know, very awkward. And I'm sure you're wondering why that is. Well, I guess you could say it all started a couple of months prior to this night, more specifically, Thanksgiving."**_

_Peter soon flashes back to his house, where he and his Aunt May were having a festive thanksgiving dinner with friendly guests. The first of which is Aunt May's doctor, a middle aged African American man named Dr. Bromwell, and the Stacys. Gwen, who at the time wore sweat pants, a pink hoodie jacket, a pair of glasses and had shorter, frizzy hair, she wasn't as stunning, but still had a cute appearance. And her father, Captain George Stacy, a man in his late forties, had grey hair and was still wearing a business suit that was the required dress code for senior police captains. _

"_**Yeah, that Thanksgiving, Dr. Bromwell was cool, but Gwen and her dad really did make that day more whole. More lively, filling in the void that was created after Uncle Ben died. But….things got way complicated when this happened…" **_

_Outside the Parker home, Captain Stacy enters the driver's side of his car while both Peter and Gwen are standing out on the front porch, conversing after having a pleasant dinner. _

"_This was amazing Gwen…" said a smiling Peter, who then puts his hand on her shoulder. "You're amazing. Thanks for this." _

"_No prob." Gwen shyly replied. "Well….good night." As she hesitantly turned and proceeded to walk down the stairs, something inside her gut tells her to stop as soon as she steps on the grass, and to do the one thing that she's wanted to do for a long time. As such, she turns around, runs up the stairs, grabs both of Peter's cheeks and kissing him hard on the lips. Realizing what she's done, a now blushing Gwen pulls away from a wide eyed Peter, turns around and runs over to her father's car, leaving a young stunned Peter standing there, with his eyes wide open and silently thinking now that his friendship to the girl maybe move on to something more. _

"_**Well, you can see how things got weird between Gwen and me. And for a long time after that, I didn't know what to say to her. Allot of things were going through my mind. I mean, was Gwen just a friend, or was there something more? I wanted to talk to Gwen about it, but allot of crazy things that kept me from doing. One of them being the surprise visit I got on New Year's Eve." **_

_With his Aunt May in the living room watching the countdown on TV, Peter is on his cellphone trying to call Gwen, trying to heck on her after 'Spider-man' saved her from his enemies, Doctor Octopus and Electro. He ends up getting her father instead, who tells him that his daughter has been through allot and needs a little privacy. However, he then hears Gwen in the background trying to her phone from out of her father's hands, and George trying to keep the phone out of her hands. Hearing this banter is enough to put a smile on Peter's face, but is quickly surprised to hear the doorbell ring. Confused, he walks over to the door, and upon opening it he is stunned to see who was standing in front of him. _

_It was a beautiful teenaged Hispanic girl dressed in warm clothing, giving Peter a gentile smile. "Hi, Petey." _

"_**Liz Allen, one of the most popular girls of Midtown High and at one point Flash Thompson, Spidey's number one fan but Peter Parker's worst nightmare. Yeah, I had a crush on her when I first started**__**school, but because she was part of the 'in-crowd', she wouldn't give me the time of day. But, when I tutored her at one point, we got to know each other a little better, and I found out that she's not as snobbish as most kids at school thought her to be. And what was she doing at my doorstep on New Year's Eve of all nights? Well, here's why…" **_

"_Liz!" said a pleasantly surprised Peter, who smiles back at the girl. "What are you…?" At one point, he felt a little bit of his shyness around pretty girls slowly returning, but takes a moment to regain his composure, and forgetting that his aunt is in the living room counting down to the New Year. "I…I mean, it's almost midnight. Shouldn't you be…With Flash? _

_Liz seems to be slightly nervous at first, but nonetheless musters up the courage needed to give this reply. "The thing is…I'll always care about Flash. But tonight, I told him it's over,*Really*, really over." As she continues, she steps closer to Peter, and puts her hand his shoulder. "See, I want to be with you." With this declaration, Liz moves in, and with May finally reaching zero of the countdown to the New Year, kisses Peter on the lips, which leaves the wide-eyed young man in a state of shock.  
_

"_**Well, I won't lie, that is a good way to start the New Year. And even though Liz and I started dating after that, deep down, I knew she wasn't the girl I wanted to be with. To make matters worse, Gwen started going out with Harry after that, all which made things…complicated." **_

_Peter then flashes back to the night at Gwen's house and just as he puts his hand on the doorknob of the front door, he stops before he can even open the door. As this happened, the expression on his face changed from that of uncertainty to that of determination. _

"_**But that night, I decided that things weirdness had gone on long enough and finally decided to let it all out and tell Gwen how I felt." **_

_After letting out a sigh, Peter gathers every ounce of courage in his heart and turns to face Gwen. "No, honesty time." He said with determined tone, and after seeing that he has a surprised Gwen's attention, he walks towards her. As he gets closer, his demeanor soon turns slightly nervous, but much softer. "Look, I-I made a mess of things. I mean, you kissed me, and I…I'm not even sure how I wound up with Liz, and you ended up with Harry. And they're both great but…" he slowly reaches over and gently takes Gwen's hand. "Gwen, you're the one I want to be with." _

"_**Even though I still wasn't sure how Gwen felt, I can't lie, it felt great to finally to her that. And man, I felt even better when I heard her say this…"**_

_After hearing Peter's confession, Gwen wills herself to finally telling Peter what she wanted to tell him for so long. "I've been in love with you since….seventh grade." she told him while giving him a nervous small smile. _

_Peter looks completely ecstatic upon hearing Gwen's answer, and thus, slowly moves in to kiss her. _

_With her heart pounding harder and faster than ever, Gwen closes her eyes and waits for Peter's lips to touch hers. However, while waiting to receive the kiss from the boy that's she's always wanted…she soon remembers the boy that she's still with, and thus puts her hand on Peter's shoulder to stop him. "No! Not behind Harry's back." _

_Peter, though disappointed, nodded in agreement when she mentioned the name of his best friend. _

"_**She was right. As much as we both wanted to be with one another, Gwen and I knew that kissing at that point would be the ultimate betrayal of Harry's friendship. Not to mention the fact that I was dating Liz at the time, and I didn't want to be anymore unfair to her then I already was by being with her. So, we decided that before we could officially hook up, we had to break-up with Liz and Harry. So, on that fateful day at school…"**_

_Outside Middleton High School, the students were outside having lunch. At one table, Peter and Liz are sitting next to each other…with Liz looking mortified after hearing Peter say that it would be better if they remained friends, thus ending their relationship. _

_Liz felt heart instantly shatter up hearing those words, but at the same time, she looked around and saw that her classmates, more specifically, her friends in the 'In-crowed' such as Sally Arvil, Kenny Kong and even her ex-boyfriend Flash Thompson. The last thing she wanted was for them to see her in such a weakened position, and so, she turns her attention back to Peter, letting her sadness transform into anger. "You're dumping me? I don't think so!" Now enraged, Liz stands up in an effort to an audience to show everyone present that if anyone ends a relationship with her, it's Liz herself. "THAT'S IT PETEY, WE'RE THROUGH!" With everyone in the school watching, the completely livid Liz stops away from a clearly shocked Peter. Feeling that's she convinced everyone that she commenced the break-up, she makes her way over to the currently vacant basketball court…a place where she can cry her eyes out and experience the heartbreak privately. _

_Sally Avril, one of the many classmates who just witnessed Liz's outburst, looks at her friend storming away with a smile as if she were proud of her. "Finally." She said smugly, happy with the fact that Liz finally ridded herself of Peter, who she always viewed as the 'King of Geeks.' _

_As for Peter himself, he only watches Liz walk away with a saddened expression, hating the fact that he hand to break her heart in order to be with Gwen, and not blaming her for reacting the way she did. Though he silently hoped that one day, he could have a genuine friendship with her, he knew that she needed time away from him and thus decided to keep her distance and give her time alone. Still, even that solution did make Peter feel all the much better. _

"_**Not fun, by the way. But yeah, after that, I assumed that Gwen broke up with Harry, as well as the fact that it must've torn her heart to break his. But when I asked her about it, she said that she hadn't seen him all day that day. But sadly, I later found out why…as well as a few other painful things…" **_

_Peter then flashes back to the night in which he fought the infamous Green Goblin as Spider-man. By this time, he was rolling violently on a rooftop after being blown out of the air by one of the Goblin's staged bomb traps located on the roof of a nearby building. After stopping, his costume is shown to be torn all over, even with his left eye lens completely gone and exposing his natural hazel eye. _

"_**Very painful things…" **_

_While trying to recover, the Web-Head looks up and sees the grinning Green Goblin himself speeding down towards him on his glider. "Oh, what's wrong Spider-man? Off you're game?" asked the Goblin in a mockingly sympathetic voice, then holds up his hands and fires two thin, green laser beams out of his clawed index fingers and at Spidey himself. _

_Seeing this attack coming his way, Spidey gets up and leaps off of the roof to avoid the blast. Though still falling to the ground below, Spidey turns and looks up to see the Goblin flying overhead, then points his right arm upward and shoots a web-line, which makes a direct hit at the bottom of the Goblin's glider. Keeping a firm grip on his end of the line, the Web-Slinger allows the glider to pull him up and save him from falling to the ground below. However, Spidey looks ahead and sees that he's about to hit and crash through the window of the building across him, and thus uses his feet to run up the building and just as he was about to reach the ledge, he jumps while still holding on to his end of the line, thus allowing him to literally stay on the Goblin's tail. _

"_Naw, Game's good Gobs." Spidey replied as he climbs the web-line to reach towards the Goblin himself. "Just getting acquainted with the rules." _

_Goblin, however, looks over his shoulder with his a devilish grin. "Rule One…" he said as he made a u-turn and throws his left hand in a back-hand motion and uses the claws on his fingertips to cut the line. "Spidey must splat!" _

_As the Web-Head begins to fall, he instinctively holds up both of his hands in a web-shooting fashion. "Rule two…" he shouted as he shot two web-lines which stick to the wings on the Goblin's glider. "…ignore rule one!" with that quip, Spidey pulls his end of the lines backward and performs a back-flip as he propels himself upward. After getting right side up in mid-air, the Web-Slinger waits for the Goblin to approach him, then clinches his right fist and throws a hard right uppercut, nailing his green clad enemy in the jaw and off of his glider. _

_While falling, the Goblin uses the built-in circuitry in his mask to mentally command his glider to perform a somersault and ends up underneath him. The green menace then lands safely on top of his glider, with the magnets in his boots sticking instantly to the back of the wings, and thus commands his flying transport to hover upward so he can attack Spidey again. _

_Unfortunately for the Goblin, Spidey manages to land on the green maniac's shoulders and wraps his legs tightly around his neck. "Rule three…" the Web-Head tells the Goblin and he shoots webbing from out of both his wrists and covers the Goblin's entire head. "…make Gobby look goofy!" Keeping a firm grip on both ends of the webbing, the Wall-Crawler yanks the ends left and right to make the Goblin steer where he wants him to go. _

_However, though one of the openings in the webbing, the Goblin looks ahead and sees something that could help him get Spidey off of his back…a brick layered chimney! Taking this chance, the green menace turns completely upside-down and flies towards the chimney at high speeds. _

_The Goblin's daring plan pays off, for Spidey ends up hitting the chimney face first, thus forcing him to release his hold on the Goblin's neck and allowing his insane opponent to fly off. As the pain ridden Web-Head falls and lands back-first onto roof, he still holds on to the webbing he shot into the Goblin's mask, meaning that he must have unknowingly unmasked him when he flew him into the chimney. As such, he looks up into the sky to find the unmasked Goblin, and when he spots him, he is surprised to see the true identity of the enemy who had been haunting his thoughts for so long. _

_Unbeknownst to both Spidey and the Goblin, they were being followed throughout their whole battle by a helicopter, with the occupants being both Harry Osborn, who is piloting the chopper, and his father, Norman. And like the Web-Head on the roof below, they too see the Goblin's unmasking and Harry's eyes grow wide with shock and confusion when he sees who had been behind the ghastly mask all along. _

_For the identity of the psychotic Green Goblin was revealed to be that of…Norman Osborn! _

"_**Out of all the crazy, messed up things I've seen since the early days I started spinning webs, THIS took the cake! I mean, Norman Osborn! The man I used to look up to, my best friend's father, and what's worst, the man I first suspected of being the Goblin….actually WAS the Green Goblin all along! And speaking of my best friend, Harry just happened to be following us and also saw his dad in the Goblin suit, while thinking that he was in the chopper with him. And as far as who was REALLY flying around the city with Harry…"**_

_Convinced that the main in the cockpit with him was not his father, Harry reaches over and grabs the top of the imposter Norman's head, which felt like latex rubber instead of flesh, indicating that it was a mask. The young man quickly pulls it off, and is surprised to see who the man sitting next to him really was. _

_It was that of the white masked master of disguise himself, the Chameleon. "I did not sign on for this!" he said upon being found out, then gets up out of his seat, runs to and opens the door, and jumps out of the still airborne chopper. As he falls, the mercenary saves himself by pulling on two strings that were hidden in his shoulder pads, which in turn deploys a parachute, allowing him to safely glide away and disappear into the darkened alley ways. _

"_**So yeah, obviously Norman spared no expense in making sure nobody suspecting him in being the Goblin. But what sickens me the most, even to this day, was that the most heartless thing Norman did to throw off my suspicion. Meaning that when I went to his home to confront him about it…he actually puts the Goblin costume on Harry, who was overdosed on Greene at the time, and made it look like that he was the Goblin! Thus, framing his own son…his own son! And what was Norman's heartwarming remark when I brought this up?!" **_

"_I protected Harry!" Norman defiantly tells Spidey, who by now is swing backwards to face the unmasked business man, and is both shocked and angered at when he hears Norman's reply. At one point, Norman notices Spidey point and aim his right arm and shoots webbing at the glider's Gob web cannon, blocking the barrel and making it useless. However, this action does not eliminate Norman as a threat, for he secretly pops out bat-shaped blades from out of his gauntlets and catches them between his fingers. "If I had been sent to prison, who would've made a man out of him?" With that said, the ruthless owner of Oscorp throws the blades at the Web-Slinger._

_Fortunately for Spidey, he sees the blades coming his way and thus flips backward to dodge them. Upon turning right side up, the Web-Head notices one bat-blade coming his way and thus uses his right hand to catch it. _

_As Norman watches Spidey land safely on his feet on one of the rooftop below, he continues his attack by firing green beams from out of his fingers, once again targeting the Wall-Crawler. _

_Seeing the blasts coming his way, Spidey instinctively backflips to dodge the blast, and at one point, leaps off of the roof and ends up sticking to a water tower, which houses thousands of pumpkin bombs instead of water, indicating to be another one of Norman's traps. _

_He still holds on to the bat-blade in his right hand, and soon tightens his grip on hit when he sees Norman hovering over him, a sight that only fuels the anger building inside him. _

_As if that weren't enough, Harry isn't far behind as he flies his helicopter just above his father and Spidey, and watches with shock and uncertainty from the cockpit. _

"_**Yeah, when Norman gave me that baggage, I didn't buy it either. I mean, for him to frame Harry just to save his own sorry butt, then come up with some excuse to try and justify it, it just sickened me. Harry always tried to make his dad happy, always tried to get love and recognition out of him. And to think that THIS was Norman's way of responding to Harry's pleading for his father's love and affection. Well, that was it! The gloves were off! This sick display of 'fatherly love' was more than enough to make me lose it and drove me to put the Goblin down for good!" **_

_Seeing nothing but red, Spidey jumps off of the water tower and towards Norman, who by now is zooming towards the Web-Head with pumpkin bomb in his hand and throws it at him. Seeing this coming, Spidey holds his left hand, aims and shoots a web-line, which hits and ensnares the pumpkin bomb. He then pulls the bomb towards him, catches it by plunging the bat-blade into it. The Web-Slinger then shoots webbing around the blade and the bomb to make sure they stay together and looks forward to see Norman holding up his left index finger to shoot another blast. Acting fast, the Wall-Crawler puts his left hand over Norman's once he got close enough, then uses his flying opponent hand as a boost to push himself over the ruthless business man's head. Afterwards, the Web-Head flips forward, takes the makeshift 'bomb-blade' in his hands and plunges it into the glider's exhaust pipe. _

_From then on, Spidey shoots a web-line and swings over to a nearby building, while the bomb explodes deep within the glider itself, causing the surprised Norman to lose control and fly straight towards and crashing into the bomb-filled water tower, which explodes on impact and thus causes a huge green cloud of smoke to fill the entire roof._

_From inside the helicopter, Harry watches the explosion and his father's apparent demise from the cockpit in absolute horror. "Dad!" _

_As for Spidey himself, he himself watches the explosion while sticking to the window of a building and was just as shocked and mortified at what just witnessed. As the green smoke grew larger and consumed the entire roof, the Wall-Crawler lowers himself in shame, feeling that in losing his temper, he may have just killed his friend's father. _

"_**And just like that, the Green Goblin was no more. But sadly, that's when things went downhill…."**_

_The Web-Head soon remembers the painful day in which he, as a saddened Peter Parker, attended Norman Osborn's funeral, alongside many friends and family of the Osborns. And the pain only worsens when he, alongside an equally sad Gwen, see a grieving Harry standing over his father's grave. "Dad was sick." said the mourning Harry. "A victim of the greene, no one knows how that stuff changed you better than I do…" at one point, he feels his sorrow turn to anger as he delves into what he felt happened next. "Spider-man should've helped him, not…" Harry barely catches himself from exploding in rage, so as not to make a scene from his father's grave. He then turns and hugs Gwen tightly, an act that completely catches the girl by surprise, but not as much as what Harry said next. "I don't know what I'd do without you Gwen. You're all that's left from keeping me from going back on the greene myself." _

_Gwen felt her heart sink when she heard Harry said that. It wasn't that she didn't love him at all, but what love she had for him was that of a brother. And as far as being in someone else's arms, she wanted that someone to be Peter, who is looking on with an uncomfortable expression. But at the same time, when it comes to being the one thing that was keeping Harry from relapsing and taking that dangerously unstable creation of his late father's, she couldn't help but feel that it was true. But what she hears Harry say to her next soon feels like pouring salt on an open wound. _

"_Oh, I got your messages…" said Harry as he pulled away from Gwen to look at her with a gentle smile. "Was there something you wanted to tell me?" _

_Before answer, Gwen glances over her shoulder to look at Peter for help on how to respond, fearing that his answer will be the same as hers in remaining silent about how she really feels, at least for Harry's sake._

_Peter, who also heard what his now fatherless friend said, and also agrees that Gwen might be the only thing that's keeping Harry from taking the greene again and thus following Norman's footsteps. With this in mind, Peter sadly and regretfully gives Gwen a nod, as a quiet way to tell her not to say anything. _

_Gwen, seeing this reaction caused her heart to shatter to pieces. But seeing that being dumped is the last thing Harry needs after losing his father, she gave her 'boyfriend' this sad and solemn reply. "…It was nothing." she told Harry while still looking at Peter, who she exchanged heartbroken looks with. _

_As Peter and Gwen glanced at each other, however, Harry seems to allow a sly smirk on his face, almost as if Gwen's reaction was all part of some kind of plan. But as she turned around to face him, Harry's smirk soon changes to that of a relieved smile as he soon walks away with Gwen hand in hand. _

_As for Peter himself, all he could was stand and watch helplessly as the love of his young life leave with his best friend, thus leaving him heartbroken and completely, utterly alone. _

"_**So yeah, there's the happy ending to that find story…minus two things. One, the ending is not happy, and two, the hero doesn't get the girl. I haven't seen or heard from Harry or Gwen since then, and truth be told….I can't face them. How could I? I mean, yeah, they don't know that I'm Spider-man, but the fact remains, Norman's death IS my fault. Instead of trying to stop him without hurting him, I instead lose my cool and blew the man to Kingdom Come. And as a result, Harry lost his father…and I lost any change I had to be with Gwen…" **_

Back in present day New York, Spidey still can't help but wallow in his loneliness as he sits perched on the gargoyle.

"_**The only way I'm able to live with this is the fact that the Goblin is now gone and the city is safe. Just like how it's safe from Galactus, Kang, and…Zemo?" **_

Suddenly, the Web-Head looks straight ahead at one of the nearby big TV's at Time Square and sees a female news reporter in a newsroom, showing two images of the purple masked villain named Baron Zemo and a burning speed boat, as well as a headline saying 'Super-Villian dies in boat explosion'.

"_In other news, it seems the world isrid of another threat besides Galacus, for the widely known terrorist and one time foe of Captain America, Baron Zemo, has been reported dead after a boat that using to avoid capture in the Mediterranean Sea. Though his body is yet to be found, police say that it is highly unlikely that the notorious criminal survived the explosion." _

"Huh? Zemo's gone? But how?" asked an incredibly surprised Spidey. "I mean, if he's Cap's enemy, then that means a boat explosion isn't enough to…" he suddenly feels his spider-sense tingle, thus prompting him to shoot a web-line at the roof across from him, and zips over to the building, thus dodging and avoiding the cause of his spider-sense going haywire.

It was that of the red and gold armored co-leader of the Avengers, Iron Man, is seen flying backward and crashing into the gargoyle in which Spidey was sitting on earlier.

"Iron Man?!" Spidey exclaimed in shock, and thus turns to the direction in which the Shell-head came from, to which he sees people running away in a panic from a battle between members of the Avengers and a group of hooded super powered beings with zodiac symbols on their backs, thus prompting the Web-Slinger to let out a sigh as he thought this to himself. _"Typical Parker luck, for you, won't even let me mope." _


	2. Chapter 2

**BAD SIGNS **

AVENGERS

Iron Man

Spider-man

Captain America

Ms. Marvel

The Wasp

Hawkeye

Thor

THE ZODIAC

Scorpio

Taurus

Cancer

Sagittarius

Gemini

Pisces

Aquarius

Aries

Capricorn

For Spidey, what began as a relatively slow day had now turned chaotic. For as he watched Iron Man crash and destroyed his gargoyle, the Web-Head notices pieces of the gargoyle and other debris falling down and about to land on top of some fleeing pedestrians. So naturally, the Web-Head jumps off of the ledge, shoots a web-line, swings down and lands on top of a lamp post, thankfully beating the debris before it could hit the ground. Realizing that he still has lives to save, Spidey shoots webbing from out of both wrists on top of the post, then leaps over to another nearby post while still shooting web, thus creating a giant web-net which catches the debris before landing on top of the fleeing pedestrians. The Web-Head pulls his end of the webbing, then places and secures it on top of the lamp post, holding the debris like a hammock. "Okay, got my good deed out of the way…" Spidey said to himself, then looks up to see Iron Man still perched on where the gargoyle used to be. "…now to check on Iron Man." With that said, Spidey point both of his hands upward, shoots two web-line and zips upward towards the Shell-head.

Meanwhile, Iron Man shakes his head to get the cobwebs out, then looks down at his chest-plate to see a dint in the shape of a fist located just below the glowing circular light located the chest. "Okay…didn't see that coming." said Iron Man as he finally sits up, then powers on his rocket boots and hovers in the air. "Jarvis, diagnostic."

"_The chest-plate is dent, but not severely damaged, sir, and Arc Reactor remains intact and functioning properly_." replied Jarvis, Iron Man's trusty A.I., who responds inside the Golden Avenger's helmet. _"However, given that the situation exculpated to a more critical one, might I suggest you that you notify the other Avengers for assistance?" _

"Yeah, that would be great." replied Iron Man with a somewhat less than enthusiastic tone, hating it that he, one of the smartest men on the planet, just realized he's in way over his head and now has to call for help.

As he nears the roof, Spidey hears a beeping nosing coming from a secret pocket sown inside the right side of his pants, prompting him to reach in and pull out his Avengers I.D. card blinking. _"Oh man, whatever causing all this craziness, it's officially an Avengers problem." _ The Wall-Crawler thought to himself as he puts the card back into his pocket. "_Which makes this a job for the 'Avenging' Spider-man!" _Before he crawls to the roof, he stops for a moment as he inspired himself with what he just thought. _"Huh…'Avenging Spider-man, ha a good ring to it. Who knows, maybe they'll let me yell Avengers Assem-" _

Suddenly, Iron Man looks down and notices Spidey staring out into space, and looks confused when he sees the Web-Slinger daydreaming. "Spider-man?" he asked, which started Spidey enough that he almost fell off the ledge. Needless to say, this sight causes the Shell-Head to give the young hero an annoyed look behind his faceplate. "I take it you're responding to my call?"

"Uh yeah…well, I was in the neighborhood when my card went off." replied Spidey, who is still clearly nervous around one of, in his mind, 'big time heroes' a habit that he is still struggling to overcome. He then crawls up to the roof and stands on the ledge with his hands on his hips in a confident posture. "But hey, your friendly, web-slinging reserve Avenger at your service."

Iron Man does not appear to be convinced nor comforted by Spidey's confident hero act, but knows that the Wall-Crawler his has since proven himself a competent superhero, and knows just as well that he needs all the help he can get with what lies ahead. "Good to know." said Iron Man in a less than enthusiastic tone, then suddenly receives a digital message in his helmet. He then presses a small button on the right 'ear', and from inside his helmet, he sees a digital pic of fellow teammate and co-leader of the Avengers, the Sentinel of Liberty himself, Captain America.

"**Captain America, responding."** said Cap in a steadfast tone. **"What is it, Tony?"**

"We got some new friend, Cap." replied Iron Man. "Not at 'Masters of Evil' level, but still pretty bad. Spider-man's here with me, but we're not going to be enough. We're going to need you and any nearby Avengers to get down here to Times Square ASAP."

Suddenly, within Iron Man's helmet, a digital pic of the team's archer, Hawkeye, shows up next to Cap's. **"Of course you do."** he said in a cocky tone. **"You know Stark, for a guy whose one of the smartest people on the planet, one would think you'd be smart enough not to get in over your head." **

"**Not now, Clint!"** Cap said sternly. **"We're on our way, Tony, just hold on! And in any way possible, keep them away **from** civilians!"**

"Got it, and Steve…make it fast." With that said, Iron Man presses the button again to make the digital pics of his two teammates disappear, then turns his attention back to Spidey himself. "All right, back-up is on the way, but until they get here, we need to keep these creeps away from innocent people!"

Spidey gives the armored Avenger a nod of acknowledgement. "Sure thing." he told Iron Man, but appears uncertain as he raises his right index finger to ask a question. "One question though. When you said that these guys weren't at 'Masters of Evil' level, you were implying that they're easy to take down, right?" Suddenly, the Web-Head feels his spider-sense tingle, prompting him to look forward and see a sharp arrow coming his way and thus uses his right hand to catch it. As he throws the spike away, Spidey looks down to see where it came from and to his surprise, he sees the group of hooded individuals, nine in all, have moved forward and the one who fired the arrow was that of a hooded figure clad in dark green clothing and the zodiac symbol of Sagittarius on his chest.

Moments later, another hooded man, dressed in red and orange with the symbol of Aries on his chest, holds up his open hands, points them at the Wall-Crawler and shoots two thin fire blasts at him!

Before Spidey could react, Iron Man flies in front of the Web-Head, and mentally commands his armor to produce a transparent energy shield from out of his chest plate and blocks the blasts, thus protecting him and Spidey. "Does that answer your question, kid?"

"Uh…yeah." Spidey answered back, clearly impressed by the mechanics of Iron Man's armor, but then looks worried when he looks past the shield and at the group of hooded meta-humans. "Doesn't make me feel any better, though."

Back in the street below, the hooded figure with the Aries symbol continues to fire more blasts and add more pressure to Iron Man's energy shield, another hooded figure, this time clan brown and possessing the Scorpio symbol walks up, and holds up his right gauntlet up in the air to gain his comrade's attention. "Zodiac!" yelled the Scorpio clad hooded figure, who them makes his gauntlet into a fist, which in turn causes a key-shaped barrel to pop out of the top his hand. "Let us aid brother Aries in making an example out of these two 'so-called' heroes!" With that order, Scorpio points up and aims his barrel at Iron Man's shield, with the rest of the hooded group about to do the same.

However, before a single blast is fired, a golden energy blast comes from out of the sky and hits Aries in the chest, thus causing him to stop firing his blast and fly backward into three of his comrades.

Needless to say, this action comes as a surprise to Scorpio, and afterwards he looks up to the direction where the blast came from, and receives another shock when he sees who fired it.

As it turned out, the shooter of the blast turned out to be the blonde, red and black wearing masked female Avenger named Ms. Marvel, who hovers in the air and holding up a smoking open right hand. "Let's not!" said the determined Ms. Marvel, who then turns her hand into a fist.

To make matters worse for the Zodiac, Ms. Marvel was not alone. For joining her were two of the founding members of the Avengers. One being the shrunken, winged, yellow and black dressed heroine called the Wasp, with her usual quirky smirk. And the other being long haired, medieval dressed caped Norse God of Thunder himself, Thor, who has his enchanted hammer, Mjlonir, in hand.

The arrival of these three Avengers left Spidey in complete awe.

As for Iron Man, he looks through the corner of his right eye to see his three teammates, and thus deactivates his energy shield and looks up at his colleagues. "Well, you guys here fast."

The Wasp is the first to reply to the Shell-head, giving him her usual sly smile. "Well, we were in the neighborhood."

Spidey as a huge smile behind his mask upon hearing Wasp's comeback and thus says this in response. "Hey, small world." Though pleased to get a gentle smile from Wasp, he sees that the rest of the Avengers are not in such a light hearted demeanor, and thus decides to change his to a more serious one. "So, uh, are Cap and the others on their way?"

"Yeah." Wasp replied with a nod. "They should be here in a few minutes."

As the Avengers conversed among themselves, the heroes increase in numbers does not sit well with the Zodiac. Especially the large muscular red clad figure with horns stick out of his hood and donning the Taurius symbol on his chest. After letting out a huge snort, Taurius walks over to an abandoned Buick, then grabs it, picks it up over his head and hurls it at the airborne Avengers.

This causes Spidey's spider-sense to return, thus prompting the Web-Head to look forward and spot the vehicle coming towards them. "CAR!" he yelled with wide open eyes.

Fortunately, Thor is the first to heed the Wall-Crawler's warning, and thus sets the Buick in his sights. He then raises his hammer above his head and conjurers up dark clouds in the sky which in turn causes lightening to strike and charge Mijlonir. While letting out a loud yell, the God of Thunder points his hammer at the airborne vehicle and shoots a lightening blast which successfully hits the vehicle while it was still at a safe distance, thus causing it to explode.

However, Thor's quick act in saving both he and his teammates also caused a huge cloud of black smoke which is impossible to see through. "Though I fear we do not have time to wait for the rest of our comrades." said the Thunder God, trying his hardest to look past the smoke, but to no avail. Moments later, two large watery hands pop out of nowhere and grab both Thor and Ms. Marvel, gripping them tightly. As the smoke cleared, the watery arms a revealed to belong to the blue-clothed hooded figure wearing the Aquarius symbol, who then transforms his entire rest of his body into the same liquidly substance and thus grows to the size of a seven story building.

Wasp's eyes grow wide with show upon not only seeing the giant-sized Aquarius, big enough to put her partner Hank Pym to shame, but also seeing him holding her two friends like that of action figures and could squeeze the life out of them at any second. "No!" she exclaimed as she charged up both of her hands with bio-electricity and sets ready to fly up to the watery giant's face and fire numerous 'sting blasts to release her teammates.

Spidey himself is just as surprised at the sight of the gigantic Aquarius taking Thor and Ms. Marvel captive, and instinctively points his right arm up and towards a nearby building that was just about the same height as the liquid-based Zodiac member, and was just about to shoot a web-line to assist the Wasp in trying to free the two Avengers trapped in the liquid based monster's grip.

Iron Man, however, remains cool and collected as he stops both Wasp and Spidey from attacking by calming saying this. "I got this one." He then points his right fist at Aquarius' large chest, and suddenly, a small compartment opens up on the top part of his gauntlet. Moments later, the Armored Avenger fires a small capsule, which ends up hitting and sinking into Aquarius' large frame, floating inside the water that composes his very being.

Aquarius himself looks down at the capsule inside him, then chuckles as he looks down at Iron Man. "Really? That's the best you can do?"

Even with his capsule seemingly doing nothing to stop Aquarius, Iron maintains his cool demeanor as he gives this reply that confused not only Aquarius himself, but also Spidey and Wasp. "Wait for it…."

With Aquarius standing there completely dumbfounded, the capsule inside him suddenly sprays out both a blue and white liquid chemicals within the Zodiac member's body. Moments later, when the two chemicals came in contact with one another, it causes Aquarius' watery body to freeze instantly, turning him into an ice statue.

This leaves both Thor and Ms. Marvel to power out of Aquarius' iced-up hands, and as a result of their combined might, caused the frozen giant to shatter into millions of pieces.

This causes the completely stunned Wasp to turn to Iron Man. "Whoa…new toys, Tony?"

"Yeah, a little something I worked up over the weekend." Iron Man replied as he mentally commanded the compartment on top of his gauntlet to close.

This reply causes Spidey to look at the Avengers co-leader with an astounded and confused look. "Whoa, wait! You designed and built a small capsule which houses and releases two chemicals that create instant cold…over the weekend?!"

Iron Man gives the shocked Web-Head with an impressed expression behind his face-plate. "Well, nice to know that you do your homework kid."

Back down below, Scorpio is now seething with anger upon seeing Aquarius frozen and disposed of by the Avengers, and once again points his hand at the heroes. "EXTERMINATE THEM!" he yelled as he and the rest of the Zodiac charge towards the Avengers on the roof.

Up in the sky, Ms. Marvel sees the Zodiac attacking and thus charges her fist with energy. "Boys, the time for padding each other on the back is over!"

"Agreed!" replied Iron Man as he powers on his jet boots and hovers in the air. "Avengers Assemble!" With that battle cry, the Shellhead charges towards the Zodiac, with the rest of the Avengers not too far behind.

As for Spidey himself, he hesitates for a moment to watch in awe as the 'dream team' that he is a part of charge towards the Zodiac. "Man, he beat me to it." He said to himself in a joking tone. "Oh well, I guess there's always next time…" he then points his right arm at a nearby building and shoots a web-line. "…that is if I don't get creamed by these hood wearing weirdos first." With that said, the Web-Head swings off to join the Avengers in taking down the Zodiac, and in the process, once again prove that he can 'hang with the best.'


	3. Chapter 3

**HATRED REAWAKENED**

As the Avengers take on the Zodaic, the New York Police Department is still directing panicky masses of people into the lower levels of the city, trying to get them off the streets and out of the crossfire of the superhuman brawl.

Leading the police was that of the grey haired, steadfast Captain George Stacy, who takes a moment to look straight ahead and see the battle between the Avengers and the Zodiac. On one hand, he was happy to see Earth's Mightiest Heroes on the scene, as well as seeing Spidey among them, whom he always saw as a true hero. But on the other, he grew worried and concerned that two groups of super-powered beings could actually be enough to tear the city apart, even when one of those groups trying to save it.

Moments later, two of Captain Stacy's uniformed officers, one a female Native American in her early thirties named Jean DeWolff, and the other a brown haired Caucasian man with brown haired and the same age named Sergeant Stan Carter, both approach the concerned George, with the Jean noticing the the captain watching the battle between the two super powered groups, and thus decides to be the one to address him. "We almost have the civilians down in the subway tunnels, sir." said Jean, who then looks at the battle herself, and is very worried of BOTH of them, because for the longest time, she always believed that masked vigilantes, such as Spider-man, Iron Man, etc. always believed their best intentions, always believed that they were creating more problems for the city by fighting off super-powered criminals. "Would you like to call the National Guard?"

Upon hearing this request, George turns to the female officer sharply. "No!" he snapped, but then calmed down to give this order. "Keep that option open, DeWolff, but not right now…" Before continuing, he briefly turns his attention back to the battle. "I think the Avengers have things under control for the moment. " Afterwards, the stern police turned back to his two officers with a serious expression. In the meantime, let's keep concentrating on getting these people off of the streets out of harm's way."

"But sir…" said Jean, clearly worried about George's decision to let the Avengers stop the Zodiac. And with her opinion on costume vigilantes non-withstanding, she goes to respectfully voice her objection.

Stan interjects by putting his hand on Jean's shoulder to stop her from speaking. DeWolff! You heard the Captain! Let's go!"

After letting out an annoyed sigh, Jean turns to Stan to address him. "Right, Sarge." With that said, she and Stan turn around and leave to go back to direct the lines of scared people down to the lower levels of the city.

As George continues to observe the civilians being evacuated, he catches a brief glimpse of a woman holding her crying six year old daughter as she moves with the frantic masses down to the tunnels underneath the city.

Upon seeing this, the father within George Stacy compels him to reach into his pocket and pull out his cellphone, where he then dials the cellphone number of his daughter, Gwen, who last time he remembered left on her date with young Harry Osborn.

Elsewhere, inside the living room of the lavish apartment of the Osborn family, Gwen herself is standing behind the couch where Harry was sitting and watching the 'high in the sky report' of the Avengers and Zodiac battle occurring in Times Square on the flat screen TV.

Upon seeing this, the parent inside George compels him to reach into his coat pocket and pull out his cellphone, where he then proceeds to dial the cell number of his daughter and only child, Gwen, who last time he saw her was leaving on her date with Harry Osborn.

Meanwhile, inside the living room of the lavish apartment of the Osborn family, both Gwen and Harry were sitting on the couch and watching a 'high in the sky' news report covering the Avengers and Zodiac battle on the flat screen TV just as they were just about to watch a romantic comedy.

Gwen herself looks on at the report with a fearful and worried expression, not just how chaotic the scene was and how someone could get hurt, but also because she knew that her father was down there with the rest of the police force and was in just as much danger, and as always, worried for his safety. Suddenly, she feels her cellphone vibrate, as well as hear it ring the 'strum' ringtone in her right front pocket, thus prompting her to get up off of the couch, walks over to an empty part of the apartment to answer it. As she pulls it out of her pocket, she looks at the I.D. screen and is both relieved and ecstatic to see that it was her father calling. With hesitation, she quickly presses the answer button her phone and holds it to hear ear to talk through it. "Dad?!" she answered quietly.

"_**Gwen!"**_said an equally relieved upon hearing his daughter's voice. _**"Thank god! Where are you right now?"**_

"I'm at Harry's." Gwen replied. "We're watching a news report showing the Avengers fighting a team of hooded people. Are you okay?!"

"_**I'm fine. I'm where I need to be."**_George reassured her, and though he wasn't too keen about Gwen being in another boy's home, he knew that she and Harry were safe where they were, and forced himself to tell her this. _**"We're trying to keep the fight contained, but you and Harry just stay there, and if his apartment building has a basement or shelter, get down there just in case!" **_

"Okay, okay but just-just please promise me you'll be careful." Gwen pleaded to her father, knowing that his job always had risks.

"_**I will honey. I love you."**_George promised, despite that the possibility of not coming out of this in one piece.

"I love you too, Dad. Bye." As she hanged up her phone, Gwen quickly turned and walked back to the couch to her boyfriend. "That was Dad. Harry, does this building have a…"Before she could finish her sentence, she noticed Harry staring at the screen with anger and sheer hatred in his eyes, causing Gwen to look at him with great concern. "Harry…?"

As it turned out, Harry was looking at one costumed person in particular within the fight. It was that of Spidey, who at this point was using his speed and agility to dodge punches and kicks from a blue skinned, almost amphibious hooded man with the Pisces symbol on his chest. "_Make him pay!" _Harry thought bitterly as he watched Pisces throw a jumping right legged roundhouse kick, only to have it be avoided when the Web-Head leaned all the way back. _"I don't know who you are or want, but I don't care. Just make that wall-crawling freak pay for taking my father from me!" _


	4. Chapter 4

**FIRST IMPRESSIONS**

**AVENGERS**

Iron Man

Spider-man

Captain America

The Wasp

Ms. Marvel

Thor

Hawkeye

Yellow Jacket

**THE ZODIAC**

Scorpio

Taurus

Cancer

Sagittarius

Gemini

Pisces

Aries

Capricorn

The battle between the Avengers and the Zodiac grows more intense by the second, especially when it came to Spidey, who still had his hands full with the amphibious Pisces. Finally, after holding up his left arm to block Pisces's incoming left hook, the Web-Head attempts to fight back by throw right jab.

However, Pisces is just as fast to counter as he uses his right arm to block the punch and push Spidey's fist outward. He then spots the Web-Head throwing a left legged front kick, and thus uses both of his hands to catch the young hero foot. After stopping his attack, Pisces makes his move by using all his might to throw Spidey up high into the air.

Fortunately for Spidey, he saves himself by flipping backward in mid-air, then looks down to get Pisces back in his sights, points both of his arms downward and shoots two web-lines at the hooded amphibian.

Unfortunately, Pisces proved to be just as quick and agile as the Web-Head himself as he leaps and flips backward, successfully dodging the webbing.

After missing his target, Spidey stops shooing his webbing and lands on his feet on the sidewalk, staring down at Pisces, who by now has also landed safely and stands just a few feet away from the Wall-Crawler.

Pisces is the next to go on the offensive, as he leans back and shoots out his sixteen feet long tongue, aiming for Spidey's masked face.

Seeing the different, if not unsightly attack coming his way, Spidey quickly leans sideways to the left and narrowly dodges the tongue, which ends up hitting and shattering a display window of a nearby electronics store. The Wall Crawler watches Pisces retract his tongue back into his mouth with a disgusted expression behind his mask. "Oh, dude! 'Tongue on the first date'? Not cool!" After delivering that clever quip to settle his nerves after witnessing such an unsettling attack, Spidey points his left hand at Pisces and shoots a web-line in an attempt to subdue him.

Seeing this attack coming, Pisces leaps up into the air to avoid the web-line and heads towards the Web-Head himself, intending to use both feet to stomp him into the pavement.

Spidey quickly flips backward to avoid getting squashed and upon landing on his feet, he gets in a defensive stance when he spots Pisces rushing towards him. "Also, I hate to nitpick…"he said while holding up his left arm to block and push away an incoming left jab, then holds up his other arm to block a fierce right hook. "…but the tongue thing tells me that you're taking the whole 'frog thing' a little too far." The Wall Crawler later sees his hooded opponent throwing a left handed middle punch, and thus jumps and flips over him, allowing Pisces to pass underneath him.

Pisces, however, manages to stop himself at the last second, then looks over his right shoulder to see Spidey landing safely on his feet, then tries to attack him again by turning and throwing a left legged round kick.

Fortunately for Spidey, he feels his spider-sense tingle, thus prompting him to glance over his shoulder and see Pisces throwing the kick and quickly ducks underneath it, barely saving himself from being beheaded, if not knocked out. While crouching, the Web-Head looks up and sees Pisces continuing his assault by throwing a right handed hammer blow, and thus holds up both of his arms in an 'X' fashion to block the attack,, and thus pushes his opponent's fist upward as he stands back up. "And yeah, I know I shouldn't be one to talk, seeing is how I based my shtick on a spider." Spidey quipped. "But as far as the web part goes, I settle for shooting it out of my wrists. You don't see me taking things literally and shooting it out of my…."

Suddenly, Pisces violently throws a left legged front kick, which Spidey easily with both hands. But as the Web-Head tosses his enemy's foot upward, Pisces uses this to his advantage by flipping backward and thus uses his right foot to perform a flip-kick, nailing the Web-Head in his chin and sending him flying up in the air.

Fortunately, Spidey manages to save himself by back-flipping in mid-air then uses his hands and feet to stick to a nearby lamp post. Afterwards, he shakes his head to recover from the after effects of the flip-kick, and looks down at a Pisces, who has since landed on his feet and stands ready to strike again. "Man, aren't we touchy?"

Pisces, having had enough of the Web-Head's wisecracks, jumps up towards him and throws his left leg out in a thrust kick fashion, hoping to plow through his young opponent and snap him in two.

Spidey sees this attack coming and thus jumps off of the lamp post and ends up sticking to the wall on the right side, and in the process, causing Pisces to kick off the top of the lamp post instead.

Even though he missed his target, Pisces does see Spidey stick to the nearby wall, and thus ricochet's off the lamp post and tries once again to finish him off, this time throwing both of his feet out in hope of mule kicking him through the wall itself.

As Spidey lands safely back onto the street, he turns, looks up and sees Pisces pulling his feet out of the hole that he made…while using small suction cup-like pads in his finger tips to stick to the wall, like that of a tree frog.

"Whoa, whoa wait! Wall-Crawling" said Spidey in an appalled tone, and successfully gets Pisces' attention. "First you go overboard with your own gimmick, now you want to try and steal mine?!"

Pisces, now more furious than ever, turns and gets ready to pounce again attack him again.

Luckily, Spidey proves to be faster by pointing both of his hands out at Pisces and shoots two web-lines which not only hits his adversary in the chest, but he keeps firing until he encases him in a giant, ball shaped web-cocoon, trapping him and taking out of the fight. "And here I was planning on telling you to 'stick-around', but you don't even deserve that!"

Despite being trapped, Pisces decides to make one last attack at the Web-Head by leaning back and once again shoots out his long tongue at his quipping enemy.

Fortunately, Spidey spots this and quickly points his right hand at the trapped Pisces, and shoots a small web-ball which hits and covers his mouth. "Much like how I don't deserved to be grossed out your 'wicked tongue.'"

In another one-on-one confrontation, the Zodiac leader, Scorpio, was firing a laser blast from out of his Key-Barrel at Ms. Marvel, who blocks Scorpio's blast by firing one of her own from out of her right hand, thus engaging him in a somewhat energy tug-of-war with the hooded terrorist.

While firing her blast, Ms. Marvel looks through the corner of her right eye to see Spidey webbing up Pisces, and seemed somewhat annoyed when she heard his earlier banter. _"And I thought Jan could be really chatty." _She thought to herself, causing her to momentarily lose focus on Scorpio, and thus allows him to strength his blast and was almost pushed off of her feet. After feeling the sudden jolt, as well as getting angry at herself for allowing herself to be distracted, the female heroine strengths her blast and pushes Scorpio's beam backward. Wanting to put an end to this so she can stop the fight to help her teammates, Ms. Marvel takes her left hand and fires another blast out of it, further increasing her attack and successfully pushes Scorpio's blast backward, and moments later, hits Scorpio himself, sending him flying backward and hitting a destroyed car spine first in the process.

Now seemingly victorious, Ms. Marvel hovers over to the fallen Scorpio, who is in a daze but miraculously is not seriously injured. "Now then, why don't you do us all a favor and…" Before Ms. Marvel could finish her sentence, she is suddenly stopped when a yellow streak comes out of nowhere and appears to strike the Avenger in the face, causing her to spiral in mid-air and crashing down hard on the pavement.

Spidey is alarmed by hearing Ms. Marvel's painful grunt and turns to where he heard it. After which, he felt his spider-sense go off, but unfortunately, could not react to it fast enough. For that same yellow streak appears out of nowhere, and strikes the Web-Slinger as well, knocking him off of his feet and into the sidewalk.

As it turns out, the yellow streak is revealed to be that of a hooded figure dressed in a yellow and donning the Capricorn symbol on his chest. After stopping for a brief moment, Capricorn notices two of his teammates having problems of their own with two Avengers. From Cancer receiving two repulser blasts to the chest plate from Iron Man, to Taurus having his right hook blocked by Thor, who then uses his hammer to swat the horned brute flying backward in the a and come crashing down hard into the ground.

Knowing that he must help his comrades, Capricorn speeds off and while running, he quickly picks up a steel rod broken off from parts of the debris and quickly swats Iron Man in the head, and while it didn't hurt him, it stunned him long enough to make him stop firing his blast when leaves himself open to Cancer, who turns and points his right shoulder at the disoriented Avenger and fires a spike from out of his shoulder pad, which upon hitting the Shell Head in the chest plate explodes on impact and sends him flying backward into a car.

Capricorn then speeds over to Thor and also whacks him in the head with the rod, which, like Iron Man, only stuns and confuses the Thunder God.

As Thor stood there, wondering what just hit him, Taurus shakes off the effects of his godly opponent's last attack, then stands up, sprints towards Thor and rams his head into his mid-section, knowing the wind out of the Son of Odin and sending flying and crashing through a wall.

Meanwhile, as Spidey shakes his head and works his way back to his feet, he looks straight ahead to see Capricorn stopping and chuckling, pleased at helping his fellow teammates deal with two of the founding Avengers. To make matters worse, the Web-Head sees the yellowed hooded Zodiac member see him stand back up, and thus runs so fast, it appeared he just vanished out of sight. "_Guy with super speed…great_." Thought the less than thrilled Spidey, then stands in a defensive posture. "_Which means all I can do is way…and let my spider-sense do its thing." _

Cautiously and patiently, Spidey stood ready until finally, he feels his spider-sense go wild, prompting him to turn and point both of his hands to the right and shoots a large ball of web from out of his wrists.

This unusual tactic pays off, for the web-ball suddenly hits and wraps around Capricorn's ankle's binding his feet together and causing him to tumble down hard on the pavement.

After subduing him, Spidey shoots two more web-lines and hits both of Capricorn's hands, completely immobilizing him. "Don't bother getting up, Speedy." The Web-Head told the downed Zodiac member, but then, through the corner of his left eye, sees something that fills him with shock and concern.

It was that of a dazed Ms. Marvel, held down to her knees by two hooded me wearing black and white clothing and each with the Gemini symbol, and with Scorpio standing about the downed female Avenger and raising his gauntlet above his head. As he does so, the Key barrel soon retracts into Scorpio's gauntlet, and thus causing into to burn in a red, almost demonic fire.

"That's quite a power you have there." said Scorpio, setting his sights on the still disoriented Ms. Marvel. "I look forward to taking for my own and leaving you, as well as your friends, into lifeless husks!"

Seeing that his teammate was in danger, Spidey was just about to shoot another web-line and swing to her rescue, but suddenly stops when he hears a faint and strange 'whizzing' sound.

As it turned out, the sound belonged to the circular red, white and blue shield of Captain America, which comes zooming out of nowhere and severs Scorpio's burning hand from off of his armored wrist, indicating that the gauntlet was some sort of robotic prostatic. It later ricochets off of the left temple of the Gemini on the right side, the bounces off the top of the head of the left Gemini, causing them both to disappear and release their hold of Ms. Marvel.

Now free and beginning to stir, Ms. Marvel looks around confused as she looks from side to side to see the two Gemini's, the one on the right vanishing out of sight, and as she looks straight ahead and past a clearly panicked Scorpio to see who helped her.

It was that of Captain America, who arrives on the scene on his motor cycle, and holding up his right hand and catches his returning shield. "I hope this isn't a bad moment." he said with a small smile.

Ms. Marvel returns Cap's smile with one of her own. "I say the timing couldn't be better." she replied, but then looks alerted when she notices Scorpio secretly bring back the laser barrel back out from his handless gauntlet and turns to fire at the Sentinel of Liberty himself. As such, she acts by zooming in behind Scorpio, then uses her right hand to grab and hold up his laser gauntlet, and wraps her left arm around his neck, putting him in a choke hold.

However, while Ms. Marvel subdues Scorpio, another Zodiac member, Sagittarius, hops on top of the hood of a nearby car with bow in hand, then pulls one of his arrows from his back, takes aim at Ms. Marvel's head and fires an arrow in an attempt to both dispatch the female Avenger and save his leader.

But just before the hooded archer's arrow could hit its target, Ms. Marvel receives from another fellow Avenger. This time it was that of Hawkeye, who comes zooming in front of Ms. Marvel on his hover cycle and with two of his trick arrows already drawn and fires. The first arrow, which had a small explosive in its head, hits Sagitarrius' arrow, causing them both to explode on impact. The other arrow, with a small built in electrical device on the end, hits Sagittarius in the chest, electrocuting him on impact and causing him to fall off the hood of the car and land hard on the pavement unconscious.

After dealing the with Zodiac's archer, Hawkeye soon lands his hover cycle safely on the sidewalk, and looks down at the unconscious Sagitarrius. "And that's how a pro does it, pal." he said confidently, then turns to Ms. Marvel. "And you're welcome, by the way."

"Humble…as always, Hawkeye." replied Ms. Marvel as she struggled to keep the squirming Scorpio contained.

Meanwhile, seeing Captain America arrive in person left the usual talkative Wall-Crawler speechless, causing him to momentarily freeze in awe. _"Wow…nothing can possibly ruin a moment this cool." _Spidey thought to himself, but suddenly brought back to reality when he feels his spider-sense tingle once more, thus prompting him to lean back to avoid an incoming fire blast. _"Accept maybe that." _

Turns out, the fire blast came from that of Aries, who is constantly shooting his blast, and missing his intended target the Wasp, who flies around the Zodiac member in her shrunken for and effortlessly avoids his blast with grace and agility. "Will you hold still?!" yelled the frustrated Aries before firing yet another blast.

"Sorry, but I'm not much for being, you know, burnt to a crisp." Wasp replied as she avoids the blast, then decides to end this by flying over Aries' head, then turns around, flies below and fires a sting blast behind his left knee, forcing him to kneel to the ground. As she passes back around, the Wasp then grows back to normal sides, and then utilizes her training under Captain America by throwing a right legged round kick, nailing Aries in the side of the head, and knocking him out cold.

After dealing with Aries, Wasp looks around and notices her teammates, Thor and Iron Man, being dominated by Cancer and Taurus. Knowing that she has to act, the Wasp shrinks down and flies off to help her friends. Before she arrives, Wasp notices a small crack in Cancer's chest plate, and lets out a sigh as if disgusted. "Oh…this is DEFINITELY going to be worse for me than it will be for him." With that said, the size altering female Avenger shrinks down even smaller, and flies into the crack of Cancer's armor. Once inside the armor, the Wasp makes her move the firing numerous blasts at Cancer's upper body from inside his armor, causing to him to yell and stagger around aimlessly in pain.

As he struggled, Cancer moved his arms wildly and accidently hits Taurus in the face, knocking him down to the ground and out cold.

Seeing Cancer walk around aimlessly comes across as strange for both Iron Man and Thor, but they nonetheless take advantage of this and soon get back up.

Seconds later, the Wasp flies out through the collar of Cancer's armor, causing him to finally stop and kneel down. As he sat there wondering what just happened, the confused Cancer receives another surprise when both Iron Man and Thor come rushing in and both deliver an uppercut, with the combined attack being powerful enough to send Cancer flying high up in the air and crashing on the hood of nearby car.

After dealing with Cancer, the Wasp grows back to hand sizes and flies over to Iron Man and Thor, looking quite disgusted as she feels Cancer's perspiration all over her from flying around inside his armor. "Geez, you think these guys would put on some deodorant before suiting up?"

As Iron Man, Thor and Wasp stopped for a moment, Aries appears to be stirring, and has the three Avengers in his sights. As such, he gets up on one knee, points his arm at them with the intent of shooting another fire blast and burn them alive.

However, before he could fire the blast, Aries is stopped when a mysterious force strikes him in the face and knocks him back down to the ground. As it turns out, the force is that of the shrunken form of Yellow jacket, who despite his small size, still possessed the strength of a fully sized man, which he uses to deliver a hard right hook to Aries' jaw and taking him out of the fight for good.

Wasp, as well as her teammates, heard Aries' grunt and turns to see Yellow Jacket himself flying towards him, a sight which causes the Wasp herself to smile brightly. "Hank!"

Iron Man, however, did not appear to be so cheery about seeing his miniature, yellow and black clad teammate who at one time would be happy to have around, a time when he wore the red and black uniform of the pacifistic Ant-Man and before his transformation into the cocky and volatile Yellow Jacket. "Sure took your sweet time, Yellow Jacket!"

"Sorry to keep you waiting, Stark." Yellow Jacket responded with a sarcastic tone. "But I was working on something import."

This reply angers Iron Man so much, his face turns red behind his face plate, as well as cause Wasp to look at Yellow Jacket with worry. "'Something important?!'" yelled Iron Man." You mean more important than a bunch of-" the Shell-Head just barely catches himself from exploding. "You know what, never mind! This is something that can wait until we get back to the Mansion. Right now, let's just wrap this up!" With that order, Iron Man, along with Thor, Wasp and Yellow Jacket all rush over to where Cap and the other Avengers have gathered and subdued Scorpio.

Upon seeing Iron Man and the rest of the Avengers arrive, Cap looks at Scorpio, who still struggles in vain to get out of Ms. Marvel's strong grip. "It's over, Scorpio."

As he struggled, Scorpio looks through the corner of his eye to see that the Gemini starting to stir. "Yes, it is…for you! Gemini even the odds!"

Hearing his leader's order was enough to bring Gemini to refocus, thus prompting him to concentrate and create approximately twenty duplicates of himself.

With Ms. Marvel, as well as the rest of the Avengers, stood in complete worry, Scorpio takes this opportunity to head-butt his blonde haired captor in the face, forcing her to release her hold. Now free, Scorpio capitalizes by delivering a right legged back kick to Ms. Marvel's abdomen, forcing her to stagger backward and be caught by Spidey. He then backs away into the safety of the many Gemini duplicates, which by now have circled around and surround the Avengers. Feeling that he and his 'reinforcements' are now back in control, Scorpio pulls out his laser barrel and points it at Cap. "Now then, let us…."

Suddenly, before another move was made, both the Avengers and what's left of the Zodiac are stopped by a loud, piercing noise, one that was powerful enough to shatter the windows of the buildings in the area.

Spidey, along with the Avengers and the Zodiac, covers his ears in pain as he assumes what's causing the sound. "S-Sonic blasters!" he said while holding his ears tighter to try and muff the sound, with not much success. He then turns to address the one he thinks is causing it. "Great plan, Iron Man, but a little warning would've been nice."

"Yeah, and I would have…" Iron Man replied painfully then taps on his helmet, which activates a program in his helmet to successfully muffle the noise. "…if I was the one doing it."

This news comes as a surprise to all of Iron Man's teammates, especially Thor, who looks at his armored comrade with disbelief. "But if not you, Iron Man, then who?"

Suddenly, on a rooftop and high above the two super powered factions, the source of the sound is revealed. It was that of a man wearing armor similar to that of Iron Man's, but with the patriotic color scheme of red, white and blue, and with two speaker-like devices on his shoulders which were producing the sound. And as it turns out, he's not alone, for a man wearing a white hat and bandana with a lightning bolt symbol covering his face, dressed in golden western style clothing stands by his side with a colt revolver in his right hand, and the large S.H.E.I.L.D. helocarrier floating high above them.

Finally, the 'patriotic' armored man presses a button on his button which lowers the sound-waves so the Avengers could hear him when he said this. "That would be me."

AUTHOR'S NOTE: Special thanks to Collier for helping me with the Zodiac.


End file.
